'Beowulf's' $28.1 mil beheads b.o.

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A long-dreaded English class assignment morphed into America's favorite movie this weekend as Paramount's "Beowulf" conquered the domestic boxoffice with an estimated $28.1 million.

But the battle for the top spot was hardly epic, with two films in their third week of release running far behind the front-runner in grabbing the weekend's silver and bronze medals. DreamWorks/Paramount's animated "Bee Movie" finished second overall with $14.3 million, and Universal/Imagine's crime drama "American Gangster" was third with $13.2 million.

Also bowing over the pre-Thanksgiving frame, Fox's family fantasy "Mr. Magorium's Wonder Emporium" — a Walden Media pic starring Dustin Hoffman and Natalie Portman — finished fifth with $10 million. And New Line/Stone Village's literary adaptation "Love in the Time of Cholera" unspooled in 852 theaters to gross $1.9 million in 10th place.

Paramount Vantage's Nicole Kidman starrer "Margot at the Wedding" bowed in single theaters in New York to gross $82,929, or $41,464 per location. "Margot" expands to about 35 runs in the top 12 U.S. and Canadian markets on Wednesday.

IDP's "Southland Tales," a futuristic comedy starring Dwayne "The Rock" Johnson, grossed $116,550 from 63 theaters over its first weekend, or a thin $1,850 per venue. Cumulative boxoffice hit $133,896 after "Tales" unspooled Wednesday in seven of its locations.

Magnolia did not provide weekend estimates for Brian De Palma's Iraq War film "Redacted," which also opened in limited release.

Industrywide, the weekend became the eighth of the last nine frames to underperform boxoffice from the same session a year earlier. Collectively, distributors rung up $107 million over the latest frame, or 27% less than the comparable frame a year ago, according to data tracker Nielsen EDI.

Seasonal boxoffice is off 4% from fall 2006, but year-to-date grosses still are up 5% year at $8.28 billion.

In another positive, Universal this week crossed the magical $1 billion on the year, marking the first time five studios have managed such a feat. Sony, Warner Bros., Disney and Paramount also have rung up more than $1 billion in 2007.

Among the frame's second-weekend pics, Warners' Vince Vaughn comedy "Fred Claus" fell 35% to gross $12 million in fourth place, and MGM/UA's Tom Cruise starrer "Lions for Lambs" dropped a big 57% to ring up $2.9 million in eighth. Summit Entertainment's horror pic "P2" tumbled out of the top 10 in its sophomore session, off 62% from opening grosses at $800,000.

In the specialty market, Miramax's Coen brothers adventure "No Country for Old Men" grossed $3.1 million from just 148 playdates — up 120 from a week earlier — to finish seventh on the frame. That represented a super per-theater performance of $20,937 and moved the film's cume to $4.9 million after 10 days of limited release.

ThinkFilm's Sidney Lumet-helmed "Before the Devil Knows You're Dead" added 53 engagements for a total of 166 and grossed $705,507 or $4,009 per run with a $2.2 million cume. "Devil" is set to expand to more than 200 playdates over the long holiday frame.

"Beowulf," which opened roughly as expected, padded its boxoffice haul with strong grosses from about 850 3-D screens in 742 locations. Those included 84 Imax screens, which contributed almost $3.6 million, an amazing $42,619 per screen.

"The best part about it for us (was) its doing 13% of the overall boxoffice," Imax's Greg Foster said. "When you make 3-D a part of the film and say to the marketplace that 3-D is an organic part of the movie, Imax becomes an even more compelling proposition."

The film's 3-D theaters represented 20% of its overall engagements but contributed 40% to its weekend gross, execs said.

An animated actioner based on an Old English epic poem, Robert Zemeckis' PG-13 "Beowulf" is being distributed domestically by Paramount, while co-producer Warner Bros. handles international duties.

Brit Ray Winstone performs in the title role of the motion-capture production, with John Malkovich, Anthony Hopkins and Angelina Jolie co-starring. The animation-enhanced nudity of Jolie's character fetched a lot of pre-release attention among young males.

Unsurprisingly, 60% of "Beowulf" audiences were male, with 50% of patrons under age 25.

"Robert Zemeckis is such a great filmmaker, and people just really responded to the style and storytelling of the picture," said Rob Moore, Paramount's president of worldwide marketing and distribution.

"There was a great contribution from the 3-D screens, and it tells you that the audience is really interested in experiencing the richness and strength that the 3D experience give you. It really gives us great encouragement going forward about what 3-D can do."

"Beowulf" animation was done at Sony Pictures Imageworks. Estimates of the film's budget run upwards of $150 million, with Steve Bing's Shangri-La Entertainment providing about two-thirds of the funding.

"Bee Movie's" cume flew to $93.9 million with its latest performance, and "Gangster" hit $101 million. "Gangster" became the fifth Universal pic to cross $100 million domestically this year.

Fox is a fee-only distributor on "Emporium." Aside from its unfortunate title, "Emporium" may have been hurt by its G rating, which tends to turn off some prospective older patrons. But the film's grosses were built primarily on family support, and distribution execs said they believe "Emporium" is set up well for a leggy holiday performance.

"We're just thrilled," Fox general sales manager Bert Livingston said. "When you open pre-Thanksgiving to this kind of business, you know it will be playing a long time."

New Line will take only a distribution fee on "Cholera," based on the novel by Gabriel Garcia Marquez. Audiences were 60% Hispanic, 70% female and 85% composed of moviegoers 25 and older.

Looking forward, a slew of new titles enter the market on Wednesday, ahead of the lucrative Thanksgiving period.